Class A Conversion Shares definition

Class A Conversion Shares means, collectively, Class A Preferred Shares then outstanding on a fully diluted, as-converted basis.
Sample 1Sample 2Sample 3
Class A Conversion Shares means the shares of Common Stock issued upon conversion of the Class A Common Shares.
Sample 1Sample 2
Class A Conversion Shares means the shares of Class A Common Stock ------------------------- reserved for issuance upon the conversion of the Preferred Shares.
Sample 1

Examples of Class A Conversion Shares in a sentence

  • The Class C Conversion Shares shall have been duly authorized and reserved for issuance upon the Antitrust Conversion and upon conversion of the True-Up Convertible Security, and the Class A Conversion Shares shall have been duly authorized and reserved for issuance upon conversion of the Class C-1 Common and the Class C Common, as applicable.

  • The Class C Conversion Shares and the Class A Conversion Shares have been duly and validly reserved and, when issued in compliance with the provisions of this Agreement, the Restated Certificate and applicable Law, will be validly issued, fully paid and nonassessable.

  • When issued in accordance with the provisions of the Company’s certificate of incorporation regarding the conversion of shares of Class B Common Stock, the Secondary Class A Conversion Shares will be validly issued, fully paid and non-assessable.

  • The Initial Shares, together with all other shares of the Class C-1 Common or the Class C Common issued to Investor Sub pursuant to this Agreement, the Restated Certificate, or conversion of the True-Up Convertible Security, and together with all Class A Conversion Shares issued upon conversion thereof, shall be referred to in this Agreement as the “Shares.” 1.3 Closing Date and Delivery; Additional Issuances of Shares.

  • The Class A Conversion Shares, when issued upon conversion of the Class B Shares pursuant to the terms and conditions of the Certificate, will be validly issued, fully paid and nonassessable.

  • Upon the occurrence of any event which requires any adjustment of the Conversion Price, then, and in each such case, the Corporation shall give notice thereof to the Holder of the Series A Preferred Stock, which notice shall state the Conversion Price resulting from such adjustment and the increase or decrease in the number of Class A Conversion Shares purchasable at such price upon exercise, setting forth in reasonable detail the 9 method of calculation and the facts upon which such calculation is based.

  • Upon the occurrence of any event which requires any adjustment of the Exercise Price, then, and in each such case, the Corporation shall give notice thereof to the Warrant Holder, which notice shall state the Exercise Price resulting from such adjustment and the increase or decrease in the number of Class A Conversion Shares purchasable at such price upon exercise, setting forth in reasonable detail the method of calculation and the facts upon which such calculation is based.

  • For purposes of this Section 7, the Class A Common Stock of the Company and the Class B Common Stock of the Company are collectively referred to as the “Common Stock,” and the Class A Conversion Shares and the Class B Conversion Shares are collectively referred to as the “Conversion Shares.” The Class A Conversion Shares, the Class B Conversion Shares and the Conversion Price are subject to adjustment in accordance with this Section 7.

  • This calculation is based on a combined total of 104,327,127 shares of Class A Common Stock, which consists of (a) a total of 79,101,902 shares of Class A Common Stock outstanding as of June 29, 2022, as reported by Earthstone in the Form S-3, and (b) a total of 25,225,225 Class A Conversion Shares issued in connection with the July 2022 Conversion (as described in Item 4 below).

  • Upon the occurrence of any event which requires any adjustment of the Conversion Price, then, and in each such case, the Corporation shall give notice thereof to the Holder of the Series A Preferred Stock, which notice shall state the Conversion Price resulting from such adjustment and the increase or decrease in the number of Class A Conversion Shares purchasable at such price upon exercise, setting forth in reasonable detail the method of calculation and the facts upon which such calculation is based.


More Definitions of Class A Conversion Shares

Class A Conversion Shares means, the shares of Class A Common Stock or Common Stock into which the then outstanding shares of Class A Preference Stock (or, as the case may be, a specified number of shares of Class A Preference Stock) would, at the time of determination, be con vertible at the then applicable Conversion Price if the conditions to establishment of the Conversion Date had been met.
Sample 1
Class A Conversion Shares means the shares of Class A Common Stock or Common Stock into which the then outstanding shares of Class A Preference Stock (or, as the case may be, a specified number of shares of Class A Preference Stock) would, at the time of determination, be convertible at the then applicable Conversion Price if the conditions to establishment of the Conversion Date had been met. "Class A Holders" means the holders of the Class A Stock. "Class A Preference Stock" means the Class A Preference Stock of the Company. "Class A Provisions" means that portion of Paragraph 7 of the Amendment entitled "GENERAL PROVISIONS RELATING TO CLASS A STOCK." "Class A Stock" means the Class A Common Stock or, if shares of the Class A Preference Stock are outstanding, the Class A Preference Stock. "Closing Price" means, with respect to a security on any day, the last sale price, regular way, or in case no such sale takes place on such day, the average of the closing bid and asked prices, regular way, in either case as reported in the principal consolidated transaction reporting system with respect to securities listed or admitted to trading on the New York Stock Exchange or, if such security is not listed or admitted to trading on such exchange, as reported in the principal consolidated transaction reporting system with respect to securities listed on the principal national securities exchange on which the security is listed or admitted to trading or, if the security is not listed or admitted to trading on any national securities exchange, the last quoted sale price or, if not so quoted, the average of the high bid and low asked prices in the over-the-counter market, as reported by NASDAQ or such other system then in use, or, if on any such date such security is not quoted by any such organization, the average of the closing bid and asked prices as furnished by a professional market maker making a market in the security selected in good faith by the Board of Directors. If the security is not publicly held or so listed or publicly traded, "Closing Price" means the Fair Market Value of such security. "Code" means the Internal Revenue Code of 1986, as amended. "Common Stock" means the Common Stock of the Company. "Communications Act" means the Communications Act of 1934, as amended, and the rules and regulations from time to time promulgated thereunder. Any reference to a particular section of the Communications Act shall refer to such section as the same may be hereafter renumbered or other...
Sample 1
Class A Conversion Shares means any Common Shares issued pursuant to Article 28.6;
Sample 1
Class A Conversion Shares means a number of shares of Mosaic Common Stock held by Cargill that is equal to (w) the number of shares of Mosaic Common Stock held by Cargill immediately prior to the Merger Effective Time, less (x) the number of shares of M Holdings Common Stock being sold by the MAC Trusts pursuant to the First Formation Offering, less (y) the number of Cargill Retained M Holdings Shares less (z) the number of Class B Conversion Shares.
Sample 1

Related to Class A Conversion Shares

  • Interest Conversion Shares shall have the meaning set forth in Section 2(a).

  • Class A Preferred Shares shall have the meaning ascribed to it in Section 2.4(a).

  • Class B Warrants means the Common Stock purchase warrants delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof, which Warrants shall be exercisable immediately and have a term of exercise equal to 5 years, in the form of Exhibit C attached hereto.

  • Class A Common Shares means shares of the Class A Common Stock, par value $.01 per share, of the Company.

  • Series C Preferred Shares means the Company’s series C preferred shares, par value US$0.00001 per share.

  • Class A Preferred Stock means the Company's Class A Convertible Preferred Stock, par value $.01 per share.

  • Class A Warrants means, collectively, the Common Stock purchase warrants delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof, which Warrants shall be exercisable immediately and have a term of exercise equal to five (5) years, in the form of Exhibit A attached hereto.

  • Series A Preferred Shares means the Series A Preferred Shares of the Company, par value US$0.0001 per share, with the rights and privileges as set forth in the Memorandum and Articles.

  • Series B Conversion Price means, as of the applicable Conversion Date, the greater of (A) the average of the Market Values of the Common Stock for the five consecutive Trading Days preceeding (but not including) such Conversion Date, or (B) the then effective Series B Minimum Conversion Price.

  • Conversion Share means any share of Common Stock issued or issuable upon conversion of any Note.

  • Conversion Shares means, collectively, the shares of Common Stock issuable upon conversion of the shares of Preferred Stock in accordance with the terms hereof.

  • Series A Conversion Price shall initially be equal to $0.71. Such initial Series A Conversion Price, and the rate at which shares of Series A Preferred Stock may be converted into shares of Common Stock, shall be subject to adjustment as provided below.

  • Series F Preferred Shares means the Series F Preferred Shares of the Company, par value US$0.0001 per share, with the rights and privileges as set forth in the Memorandum and Articles.

  • Series E Preferred Shares means the Series E Preferred Shares of the Company, par value US$0.0001 per share, with the rights and privileges as set forth in the Memorandum and Articles.

  • Series D Preferred Shares means the Company’s series D preferred shares, par value US$0.00001 per share.

  • Series A-1 Preferred Shares means the Company’s series A-1 preferred shares, par value US$0.00001 per share.

  • Series A Preference Shares means the Series A Preference Shares of £0.05 each in the capital of the Company.

  • Series B Preferred Shares means the Series B Preferred Shares of the Company, par value US$0.0001 per share, with the rights and privileges as set forth in the Memorandum and Articles.

  • Company Convertible Notes means the convertible notes issued by the Company pursuant to the convertible note purchase agreement by and among the Company, PA Grand Opportunity Limited and other investors named therein dated June 6, 2016, as amended on June 13, 2016.

  • Conversion Stock means shares of Common Stock issued upon conversion of the Preferred Stock.

  • Series B-2 Preferred Stock means shares of the Company’s Series B-2 Preferred Stock, par value $0.001 per share.

  • Preferred Shares means shares of Series A Junior Participating Preferred Stock, par value $.01 per share, of the Company having the rights and preferences set forth in the Form of Certificate of Designations attached to this Agreement as Exhibit A.

  • Series C Preferred Units means the series of Partnership Units representing units of Limited Partnership Interest designated as the 8 5/8% Series C Cumulative Redeemable Preferred Units, with the designations, preferences and other rights set forth in Attachment C hereto.

  • Class A Shares means Class A ordinary shares, par value US$0.0001 per share, in the share capital of the Company.

  • Class B Common Shares means shares of the Class B Common Stock, par value $.01 per share, of the Company.

  • Series A Preferred Units has the meaning assigned to such term in Section 5.11(a).